Farmhouse (FMHS) 10-Q 11 Jul 24 2024 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2024	Jul. 11, 2024
Details
Registrant CIK	0001811999
Fiscal Year End	--12-31
Registrant Name	FARMHOUSE, INC. /NV
SEC Form	10-Q
Period End date	Mar. 31, 2024
Tax Identification Number (TIN)	46-3321759
Number of common stock shares outstanding		17,915,950
Filer Category	Non-accelerated Filer
Current with reporting	Yes
Interactive Data Current	Yes
Shell Company	false
Small Business	true
Emerging Growth Company	false
Document Quarterly Report	true
Document Transition Report	false
Entity Incorporation, State or Country Code	NV
Securities Act File Number	333-238326
Entity Address, Address Line One	548 Market Street
Entity Address, Address Line Two	Suite 90355
Entity Address, City or Town	San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94104
City Area Code	888
Local Phone Number	420-6856
Phone Fax Number Description	Registrant’s telephone number
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Current assets
Cash and cash equivalents	$ 446	$ 0
Accounts receivable	859	4,170
Prepaid expenses	162	3,990
Total current assets	1,467	8,160
Total assets	1,467	8,160
Current liabilities
Accounts payable	60,621	45,435
Accrued legal fees	396,980	387,501
Accrued payroll and payroll taxes	1,175,788	1,129,752
Accrued liabilities	216,050	204,050
Accrued interest payable	65,364	61,745
Convertible notes payable, in default	45,000	45,000
Notes payable, in default	50,000	50,000
Due to related parties	36,141	28,958
Total current liabilities	2,045,944	1,952,441
Long-term liabilities
Convertible notes payable, long-term	34,000	34,000
Total long-term liabilities	34,000	34,000
Total liabilities	2,079,944	1,986,441
Stockholders' deficit
Preferred Stock, Value	0	0
Common Stock, Value	1,733	1,733
Additional paid-in capital	4,341,349	4,325,474
Accumulated deficit	(6,421,559)	(6,305,488)
Total stockholders' deficit	(2,078,477)	(1,978,281)
Total liabilities and stockholders' deficit	$ 1,467	$ 8,160

Consolidated Balance Sheets - P

Consolidated Balance Sheets - Parenthetical - $ / shares	Mar. 31, 2024	Dec. 31, 2023
Consolidated Balance Sheets
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	5,000,000	5,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	295,000,000	295,000,000
Common Stock, Shares, Issued	17,325,950	17,325,950
Common Stock, Shares, Outstanding	17,325,950	17,325,950

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
REVENUES
Revenues	$ 2,261	$ 1,069
Costs of revenues	(1,131)	(535)
Gross margin	1,130	534
OPERATING EXPENSES
General and administrative	74,180	84,679
Professional fees	29,923	74,650
Total operating expenses	104,103	159,329
LOSS FROM OPERATIONS	(102,973)	(158,795)
OTHER INCOME (EXPENSE)
Interest expense	(13,098)	(12,520)
Total other income (expense)	(13,098)	(12,520)
Net Income (Loss)	$ (116,071)	$ (171,315)
BASIC AND DILUTED NET LOSS PER SHARE	$ (0.01)	$ (0.01)
BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING	17,325,950	17,075,950

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Shareholders' Deficit - USD ($)	Common Stock	Additional Paid-in Capital	Retained Earnings	Total
Equity, Attributable to Parent, Beginning Balance at Dec. 31, 2022	$ 1,708	$ 4,159,075	$ (5,744,699)	$ (1,583,916)
Shares, Outstanding, Beginning Balance at Dec. 31, 2022	17,075,950
Stock-based compensation on RSA's vested	$ 0	58,259	0	58,259
Net Income (Loss)	0	0	(171,315)	(171,315)
Equity, Attributable to Parent, Ending Balance at Mar. 31, 2023	$ 1,708	4,217,334	(5,916,014)	(1,696,972)
Shares, Outstanding, Ending Balance at Mar. 31, 2023	17,075,950
Equity, Attributable to Parent, Beginning Balance at Dec. 31, 2023	$ 1,733	4,325,474	(6,305,488)	(1,978,281)
Shares, Outstanding, Beginning Balance at Dec. 31, 2023	17,325,950
Stock-based compensation on RSA's vested	$ 0	15,875	0	15,875
Net Income (Loss)	0	0	(116,071)	(116,071)
Equity, Attributable to Parent, Ending Balance at Mar. 31, 2024	$ 1,733	$ 4,341,349	$ (6,421,559)	$ (2,078,477)
Shares, Outstanding, Ending Balance at Mar. 31, 2024	17,325,950

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (Loss)	$ (116,071)	$ (171,315)
Adjustments to reconcile net income (loss) to net cash used by operating activities
Stock-based compensation on RSA's vested	15,875	58,259
Changes in operating assets and liabilities
Accounts receivable	3,311	(1,069)
Prepaid expenses	3,828	(4,170)
Accounts payable	14,526	12,354
Accrued legal fees	9,479	9,784
Accrued payroll and payroll taxes	46,036	46,036
Accrued liabilities	12,000	12,000
Accrued interest payable	3,619	2,736
Net cash used in operating activities	(7,397)	(35,385)
CASH FLOWS FROM INVESTING ACTIVITIES	0	0
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from related party debt and short-term advances	7,843	0
Repayment of related party debt and short-term advances	0	(18,000)
Net cash provided by (used in) financing activities	7,843	(18,000)
NET CHANGE IN CASH	446	(53,385)
CASH AT BEGINNING OF PERIOD	0	62,063
CASH AT END OF PERIOD	446	8,678
NONCASH INVESTING AND FINANCING ACTIVITIES
Repayment of related party short-term advances with credit card	(660)	(260)
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Interest	0	0
Income taxes	$ 0	$ 0

NOTE 1 - ORGANIZATION AND DESCR

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS	3 Months Ended
	Mar. 31, 2024
Notes
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS	NOTE 1 – ORGANIZATION AND OPERATIONS Organization The Company was incorporated in June 2013 as Somerset Transition Corporation under the Oklahoma General Corporation Act. In September 2013, the Company was redomesticated in Maryland and changed its name to Somerset Property, Inc. In July 2017, the Company was redomesticated in Nevada and changed its name to Revival, Inc. In June 2019, the Company changed its name to Farmhouse, Inc. to reflect its new business endeavors. In August 2019, the Company acquired Farmhouse, Inc., a Washington corporation (“Farmhouse Washington”) as its wholly owned subsidiary (the “Acquisition”). The financial statements of the Company are the continuation of Farmhouse Washington with the adjustment to reflect the capital structure of the Company. The consolidated financial statements also include Farmhouse DTLA, Inc. (“DTLA”), a wholly owned subsidiary of Farmhouse Washington. DTLA is party to certain litigation. See Note 9. Current Operations The Company is a technology company with multiple cannabis related divisions and IP, including the WeedClub® Platform, the 420 Twitter handle and a Web3 division. The WeedClub® Platform is a cannabis social network platform that enables industry professionals to connect, discover products and services and scale their businesses. Within the WeedClub® Platform, members utilize an increasing set of technology-based tools for discovering professional connections and information. The Company’s 420 Twitter handle serves as a public platform to engage with cannabis enthusiasts. The Company’s Web3 division, launched in December 2021, facilitates licensing opportunities between established cannabis brands and influential digital collectible holders to launch digital collectible branded products and accessories. Going Concern and Management’s Plans The accompanying unaudited interim condensed consolidated financial statements have been presented on the basis that the Company is a going concern which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. For the three months ended March 31, 2024, the Company had a net loss from operations of $116,071 and as of March 31, 2024, the Company had stockholders’ deficit of $2,078,477. In view of these matters, the recoverability of any asset amounts shown in the accompanying unaudited interim condensed consolidated financial statements is dependent upon the Company’s ability to expand operations and achieve profitability from its business. These factors raise substantial doubt about the Company’s ability to continue as a going concern. These unaudited interim condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company has financed its activities principally from the sale of its common stock, loans and advances from Company officers, and loans from third parties. The Company intends to finance its future working capital needs from these sources until such time that funds provided by operations are sufficient to fund working capital requirements. Management believes that loans and advances from Company officers, funds raised from the sale of its common stock, and funds raised from loans with third parties allow the Company sufficient capital for operations and to continue as a going concern.

NOTE 2 - SUMMARY OF SIGNIFICANT

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2024
Notes
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES This summary of significant accounting policies is presented to assist the reader in understanding and evaluating the Company’s unaudited interim condensed consolidated financial statements. These accounting policies conform to Generally Accepted Accounting Principles (“GAAP”) and have been consistently applied in the preparation of these unaudited interim condensed consolidated financial statements. Principals of Consolidation The unaudited interim condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries Farmhouse Washington and DTLA (together the “Company”). All material intercompany accounts, transactions, and earnings have been eliminated in the accompanying financial statements. Financial Statement Reclassification Certain amounts from the prior year’s financial statements have been reclassified in these unaudited interim condensed consolidated financial statements to conform to the current year’s classifications. Cash and Cash Equivalents Cash and cash equivalents as of March 31, 2024 included cash in banks. The Company considers all highly liquid instruments with maturity dates within 90 days at the time of issuance to be cash equivalents. Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements contained in this Report have been prepared in accordance with U.S. GAAP and the rules of the Securities and Exchange Commission (“SEC”) for interim financial information and do not include all of the information or disclosures required by U.S. GAAP for annual financial statements. Accordingly, these unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K as of and for the year ended December 31, 2023 filed with the Securities and Exchange Commission on July 11, 2024. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. Use of Estimates Operating results for interim periods are not necessarily indicative of the results to be expected for the full year. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses, and the related disclosures at the date of the financial statements and during the reporting period. Significant estimates include the carrying value of property and equipment, grant date fair value of options, deferred tax assets and any related valuation allowance and related disclosure of contingent assets and liabilities. The Company evaluates its estimates based on historical experience and on various other assumptions that it believes to be reasonable under the circumstances. Actual results could materially differ from these estimates. Accounts Receivable Accounts receivable represent amounts due from customers in the ordinary course of business and are recorded at the invoiced amount and do not bear interest. Receivables are presented net of the allowance for doubtful accounts in the accompanying unaudited interim condensed consolidated balance sheets. We evaluate the collectability of our accounts receivable and determine the appropriate allowance for doubtful accounts based on a combination of factors. When we become aware of a customer’s inability to meet its financial obligation, a specific allowance for doubtful accounts is recorded, reducing the receivable to the net amount we reasonably expect to collect. As of March 31, 2024 and December 31, 2023 one licensee represented 100% of the receivable balances of $859 and $4,170, respectively. As of December 31, 2022 the receivable balance was $0. Revenue Recognition In accordance with ASC No. 606, Revenue Recognition, the Company recognizes revenue from product sales or services rendered by applying the following five revenue recognition steps: identify the contract with the client, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to performance obligations in the contract and recognize revenues when or as the Company satisfies a performance obligation. During the three months ended March 31, 2024 and 2023, the Company generated revenues of $2,261 and $1,069, respectively, from license fees in connection with NFT Art License Agreements, whereby the licensee is granted a limited license from the Company to use one of its licensed NFT’s for the purpose of creating, marketing, and selling branded cannabis and hemp products and accessories. The Company’s performance obligation is met upon granting the customer access to its licensed NFT’s. The Company recognizes license revenues or royalties when the subsequent sale of the cannabis and hemp products and accessories by the licensee occurs. The amount of license revenue or royalties recognized is based on a percentage of the sales price of the licensee’s sales of its cannabis and hemp products and accessories. Fees are due the month after customer sales occur. The corresponding costs of revenues associated with license revenues were $1,131 and $535 for the three months ended March 31, 2024 and 2023, respectively. One licensee accounted for 100% of license revenues for the three months ended March 31, 2024 and 2023. Earnings (Loss) per Common Share Net income (loss) per common share is computed pursuant to ASC 260-10-45, Earnings per Share – Overall – Other Presentation Matters. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that we incorporated as of the beginning of the first period presented. All dilutive common stock equivalents are reflected in our net income (loss) per share calculations. Anti-dilutive common stock equivalents are not included in our loss per share calculations. As of March 31, 2024 and 2023 the Company had no potentially dilutive securities. Recently Issued Accounting Pronouncements There are no recently issued accounting pronouncements that the Company has not yet adopted that they believe are applicable or would have a material impact on the financial statements of the Company.

NOTE 3 - CONVERTIBLE NOTES PAYA

NOTE 3 - CONVERTIBLE NOTES PAYABLE	3 Months Ended
	Mar. 31, 2024
Notes
NOTE 3 - CONVERTIBLE NOTES PAYABLE	NOTE 3 – CONVERTIBLE NOTES PAYABLE , IN DEFAULT Convertible notes payable is comprised of a promissory note to an unrelated individual in the amount of $45,000 as of March 31, 2024 and December 31, 2023. Principal and interest was originally due in July 2018 and is currently in default. The loan bears interest at 18% per annum, accrued monthly and is unsecured. The note and any unpaid accrued interest automatically convert in whole upon a qualified financing which is defined as an equity financing resulting in gross proceeds to the Company of at least $750,000 (including the conversion of the Notes and other debt). The conversion price would be equal to 100% of the per share price paid in the qualified financing, provided that: if the Company valuation associated with the Qualified Financing is less than $15,000,000, the valuation associated with the conversation shall be $15,000,000; and, if the Company valuation associated with the Qualified Financing is greater than $30,000,000, the Company valuation associated with the conversion shall be $30,000,000.

NOTE 4 - NOTES PAYABLE, IN DEFA

NOTE 4 - NOTES PAYABLE, IN DEFAULT	3 Months Ended
	Mar. 31, 2024
Notes
NOTE 4 - NOTES PAYABLE, IN DEFAULT	NOTE 4 – NOTES PAYABLE , IN DEFAULT In 2021, the Company entered into a loan agreement, not to exceed $75,000. with an unaffiliate individual (“Lender”) and borrowed $50,000 as a first advance. This loan, which w outstanding as of March 31, 2024 bears interest at 6% per annum

NOTE 5 - CONVERTIBLE NOTES PAYA

NOTE 5 - CONVERTIBLE NOTES PAYABLE - LONG-TERM	3 Months Ended
	Mar. 31, 2024
Notes
NOTE 5 - CONVERTIBLE NOTES PAYABLE - LONG-TERM	NOTE 5 – CONVERTIBLE NOTES PAYABLE – LONG-TERM In May 2023, the Board authorized an offering of up to $1,000,000 of mandatorily convertible notes, designated Series 2023 10% Mandatorily Convertible Notes (the “Series 2023 Notes”) to fund its Web3 product development activities and for sales, marketing, and administrative expenses. During the year ended December 31, 2023, the Company raised $34,000 of Series 2023 Notes. The Series 2023 Notes mature on May 31, 2026 and bear interest at 10% per annum. Interest expense related to the Series 2023 Notes was $851 for the three months ended March 31, 2024. Accrued interest on the Series 2023 Notes was $2,566 and $1,715 as of March 31, 2014 and December 31, 2023, respectively. The Series 2023 Notes are mandatorily convertible 30 calendar days after the first to occur: (i) the Company’s common stock has a closing price of greater than $1.00 for ten consecutive days (the “Market Forced Conversion”), or (ii) the Company closes on an offering of its common stock for no less than $1,000,000 (“Offering Forced Conversion”). The Series 2023 Notes shall be automatically converted into shares of common stock at a conversion price equal to 75.8% of (i) the closing price of the Company’s common stock on the tenth trading day, for a Market Forced Conversion, or (ii) the offering price of the Company’s common stock, for an Offering Forced Conversion. The amount converted shall equal the sum of the principal amount of the Series 2023 Notes, plus the accrued and unpaid interest on such notes, plus default interest, if any, on the notes. The conversion price is subject to equitable adjustments for stock splits, stock dividends or rights offerings by the Company, combinations, recapitalization, reclassifications, extraordinary distributions, and similar events. Assuming the Series 2023 Notes are not mandatorily converted by Market Forced Conversion or Offering Forced Conversion, as discussed above, the Series 2023 Notes will mature as follows: For the fiscal year ended December 31, 2024 $ - 2025 - 2026 34,000 2027 - 2028 - Total $ 34,000

NOTE 6 - DUE TO RELATED PARTIES

NOTE 6 - DUE TO RELATED PARTIES	3 Months Ended
	Mar. 31, 2024
Notes
NOTE 6 - DUE TO RELATED PARTIES	NOTE 6 – DUE TO RELATED PARTIES Due to Related Parties totaled $36,141 and $28,958 as of March 31, 2024 and December 31, 2023, respectively, and is comprised of cash advances provided to the Company for operating expenses and direct payment of Company expenses by Company officers. For the three months ended March 31, 2024, Company officers made advances of $7,843 and were repaid $660 with the Company’s credit card. For the three months ended March 31, 2023, Company officers made no advances and were repaid $18,000 in cash and $260 with the Company’s credit card. The amounts due to related parties are non-interest bearing and are unsecured. See Note 10.

NOTE 7 - STOCKHOLDER'S EQUITY

NOTE 7 - STOCKHOLDER'S EQUITY	3 Months Ended
	Mar. 31, 2024
Notes
NOTE 7 - STOCKHOLDER'S EQUITY	NOTE 7 – STOCKHOLDERS’ DEFICIT Authorized Capital The Company’s authorized capital consists of 295,000,000 shares of common stock, $0.0001 par value per share, and 5,000,000 shares of undesignated preferred stock, $0.0001 par value per share. The board of directors, in its sole discretion, may establish par value, divide the shares of preferred stock into series, and fix and determine the dividend rate, designations, preferences, privileges, and ratify the powers, if any, and determine the restrictions and qualifications of any series of preferred stock as established. As of March 31, 2024 and December 31, 2023, the Company had no shares of preferred stock issued or outstanding. Common stock transactions There were no common stock transactions for the three months ended March 31, 2024 and 2023. Shares Reserved The Company is required to reserve and keep available of its authorized but unissued shares of common stock an amount sufficient to affect shares that could be issued in connection with the conversion of the convertible note payable (see Note 3) and its Series 2023 Notes (see Note 5). The convertible note payable and Series 2023 Notes are not convertible as of March 31, 2024 and do not become convertible until future events occur, at which time the conversion price will be determined. Therefore, the number of shares these convertible securities are convertible into are not determinable and no shares of common stock were reserved for future issuance as of March 31, 2024 and December 31, 2023.

NOTE 8 - STOCK-BASED COMPENSATI

NOTE 8 - STOCK-BASED COMPENSATION	3 Months Ended
	Mar. 31, 2024
Notes
NOTE 8 - STOCK-BASED COMPENSATION	NOTE 8 – STOCK-BASED COMPENSATION 2021 Omnibus Incentive Plan In May 2021, the Board approved the Farmhouse, Inc. Omnibus Incentive Plan (the “2021 OIP”). The 2021 OIP permits the granting of Nonqualified Stock Options, Incentive Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units, Performance Shares, Performance Units, Other Stock-Based Awards and Cash-Based Awards. The maximum number of shares of common stock that may be issued pursuant to Awards under the 2021 OIP is 3,000,000. Stockholders holding a majority of the Company’s common stock outstanding ratified the 2021 OIP by written consent. Any options to be granted under the 2021 OIP may be either “incentive stock options,” as defined in Section 422A of the Internal Revenue Code, or “non-statutory stock options,” subject to Section 83 of the Internal Revenue Code, at the discretion of the Board and as reflected in the terms of the written option agreement. The option price shall not be less than 100% of the fair market value of the optioned common stock on the date the option is granted. The option price shall not be less than 110% of the fair market value of the optioned common stock for an optionee holding at the time of grant, more than 10% of the total combined voting power of all classes of stock of the Company. Options become exercisable based on the discretion of the Board and must be exercised within ten years from the date of grant (five years from date of grant for Company employees and directors). Any restricted stock awards to be granted under the 2021 OIP are issued and measured at fair market value on the date of grant and become vested in various monthly or quarterly installments from the date of grant, subject to the recipient remaining in the Company’s service on specified vesting dates. Vesting of restricted stock awards is based solely on time vesting. Stock-based compensation expense is recognized as the shares vest with a corresponding offset credited to additional paid-in-capital. Since inception of the plan 1,405,500 shares have vested and 162,500 are expected to vest. Restricted Stock Awards A summary of the Company’s non-vested restricted stock awards as of March 31, 2024 and changes for the three months then ended is presented below: Restricted Stock Awards Weighted Average Grant Date Fair Value Non-vested restricted stock awards, December 31, 2023 270,000 $ 0.128 Awarded - $ - Vested (107,500) $ (0.148) Forfeited - $ - Non-vested restricted stock awards, March 31, 2024 162,500 $ 0.115 RSA shares are measured at fair market value on the date of grant and stock-based compensation expense is recognized as the shares vest with a corresponding offset credited to additional paid-in-capital. For the three months ended March 31, 2024 and 2023, the Company recognized stock-based compensation expense of $15,875 and $58,259, respectively. Awards generally have a requisite service period of 1-2 years and the maximum term of awards that have been granted is 2 years. As of March 31, 2024, there was $18,625 of unrecognized stock-based compensation expense related to the RSA shares to be recognized over the weighted average remaining period of 0.65 years, as follows: During the fiscal years ended December 31, 2024 remaining $ 16,125 2025 2,500 Total $ 18,625

NOTE 9 - LITIGATION

NOTE 9 - LITIGATION	3 Months Ended
	Mar. 31, 2024
Notes
NOTE 9 - LITIGATION	NOTE 9 – LITIGATION In August 2017, the Company’s subsidiary, DTLA, entered into a Strategic Consulting Agreement (the “SCA”) with a medical marijuana growing, and retail company that now goes by the name Los Angeles Farmers, Inc. (“LAFI”). In October 2017, DTLA commenced litigation in Los Angeles County Superior Court (Case #BC681251) against LAFI and David and Irina Vayntrub, who were the sole officers, directors, and members of LAFI, seeking to enforce its contract rights under the SCA. In January 2020, following more than a year of discovery, DTLA entered into a confidential settlement with the Vayntrubs, however, the case continued against LAFI. In April 2021, an Arbitrator overseeing the arbitration hearing issued a judgment in favor of DTLA and against LAFI (the “DTLA Judgment”). The DTLA Judgment awarded 49% of LAFI to DTLA as of November 2017, along with a share of any profits from November 2017. In January 2022, DTLA requested that the Arbitrator order the sale of LAFI to an independent third party in order to allow any judgment to be paid to DTLA. In August 2022, a receiver was appointed by the Court to assume control of LAFI. In April 2024, the sale of LAFI was completed by the receiver. As of July 11, 2024, the date of this report, it is doubtful, but still uncertain, as to whether DTLA will recover anything from the sale of LAFI.

NOTE 10 - RELATED PARTIES

NOTE 10 - RELATED PARTIES	3 Months Ended
	Mar. 31, 2024
Notes
NOTE 10 - RELATED PARTIES	NOTE 10 – RELATED PARTIES As discussed in Note 6, cash advances are provided to the Company for operating expenses by Company officers, who were owed $36,141 and $28,958 as of March 31, 2024 and December 31, 2023, respectively. The amounts due to related parties are non-interest bearing and are unsecured. Company officers own approximately 43.2% of the Company as of March 31, 2024. The Company has agreed to indemnify Company officers for certain events or occurrences arising as a result of the officer or director serving in such capacities.

NOTE 11 - COMMITMENTS AND CONTI

NOTE 11 - COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2024
Notes
NOTE 11 - COMMITMENTS AND CONTINGENCIES	NOTE 11 – COMMITMENTS AND CONTINGENCIES In the normal course of its business, the Company may be subject to certain contractual obligations and litigation. In the management’s opinion, upon consultation with legal counsel, there are no contractual obligations or current litigation that will materially affect the Company’s unaudited interim condensed consolidated financial position or results of operations. Indemnification Agreements The Company has agreed to indemnify its officers and directors for certain events or occurrences arising from the officer or director serving in such capacities. The term of the indemnification period is for the officer’s or director’s lifetime. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited. The Company believes the estimated fair value of these indemnification agreements is minimal and no liability has been recorded as of March 31, 2024 and December 31, 2023.

NOTE 12 - SUBSEQUENT EVENTS

NOTE 12 - SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2024
Notes
NOTE 12 - SUBSEQUENT EVENTS	NOTE 12 – SUBSEQUENT EVENTS As of July 11, 2024, the date of this report, the following events were required to be disclosed in the accompanying consolidated financial statements as of and for the three months ended March 31, 2024. Memorandum of Understanding On May 17, 2024, the Company executed a non-binding Memorandum of Understanding (“MOU”) which establishes the framework for a proposed acquisition of all membership interests of Thrown, LLC (“Thrown”). Thrown, operating under the brand Nappy Boy Dranks, is a joint venture beverage firm led by T-Pain, the Grammy Award-winning artist, professional gamer, and entrepreneur (“T-Pain”). Thrown’s premier product, T-Pain’s GamerShot, is a zero-crash, focus-enhancing functional esports beverage, featuring a proprietary Nootropic Energy Blend and conveniently packaged in 2-ounce servings. The MOU provides for consideration to Thrown of a) equity deposit of $75,000 in Company shares, subject to lockup and specific return conditions, b) cash compensation contingent on the Company raising $5-$10 million in equity financing, c) equity compensation involving issuance of 5,130,000 shares to Thrown, d) expense reimbursement up to $100,000 for organizational and operating expenses, e) license payment of $50,000 to Nappy Boy Dranks, LLC, and f) additional shares based on sales milestones to be negotiated. While the MOU outlines the parties’ intent to negotiate in good faith a definitive agreement while highlighting certain binding terms regarding exclusivity and confidentiality, it does not guarantee that the transaction will be completed. The parties are committed to negotiating in good faith and working towards a definitive agreement, but there are many variables and conditions that must be met for the transaction to close successfully. Therefore, there is no assurance that the MOU will result in a final agreement or that the transaction will be consummated. On July 6, 2024, the Company and Thrown signed an Amendment to the MOU (“Amendment”) to clarify the equity deposit of $75,000 in Company shares “based on the price per share of the Company’s stock then in effect as of the Effective Date.” Under the Amendment, the parties agreed to a price per share of the Company’s stock of $0.40 and the Company will issue 187,500 shares of common stock the Thrown as the equity deposit of $75,000 as provided in the MOU. Notes Payable On April 26, 2024, the Company entered into promissory notes with two unrelated parties each for $5,000, for cash proceeds of $10,000. These notes bear interest at 20% per annum and are unsecured bears interest at 12% per annum, is unsecured and Restricted Stock Awards On May 17, 2024, the Board granted Restricted Stock Awards (“RSAs”) totaling 340,000 shares of common stock under the 2021 OIP to advisors that the Board determined to be critical to closing the aforementioned MOU, including 100,000 RSA shares to the Company’s contracted CFO, LFSI, and 240,000 RSA shares to the newly engaged Company legal counsel. The RSA shares to LFSI vest 50,000 shares on June 30, 2024 and 25,000 shares over each of the following two fiscal quarters. The RSA shares to the newly engaged Company legal counsel vest 10,000 shares monthly starting on June 30, 2024 and continuing until May 31, 2026. RSA shares are measured at fair market value based on the closing price of the Company’s common stock on the OTCQB market on the date of grant ($0.084 per share on May 17, 2024). Stock-based compensation expense is recognized as the shares vest with a corresponding offset credited to additional paid-in-capital. Common Stock Transactions On May 22, 2024, the Company issued 62,500 shares of common stock to an unrelated third party in connection with a Subscription Agreement priced at $0.40 per share for cash proceeds of $25,000. As a result of this issuance, the shares issued to Thrown under the MOU, and the aforementioned RSA shares, the Company has 17,915,950 shares of common stock outstanding as of July 11, 2024, the date of this report.

NOTE 2 - SUMMARY OF SIGNIFICA_2

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Principles of Consolidation (Policies)	3 Months Ended
	Mar. 31, 2024
Policies
Principles of Consolidation	Principals of Consolidation The unaudited interim condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries Farmhouse Washington and DTLA (together the “Company”). All material intercompany accounts, transactions, and earnings have been eliminated in the accompanying financial statements.

NOTE 2 - SUMMARY OF SIGNIFICA_3

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Financial Statement Reclassification (Policies)	3 Months Ended
	Mar. 31, 2024
Policies
Financial Statement Reclassification	Financial Statement Reclassification Certain amounts from the prior year’s financial statements have been reclassified in these unaudited interim condensed consolidated financial statements to conform to the current year’s classifications.

NOTE 2 - SUMMARY OF SIGNIFICA_4

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Cash and Cash Equivalents (Policies)	3 Months Ended
	Mar. 31, 2024
Policies
Cash and Cash Equivalents	Cash and Cash Equivalents Cash and cash equivalents as of March 31, 2024 included cash in banks. The Company considers all highly liquid instruments with maturity dates within 90 days at the time of issuance to be cash equivalents.

NOTE 2 - SUMMARY OF SIGNIFICA_5

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Basis of Presentation (Policies)	3 Months Ended
	Mar. 31, 2024
Policies
Basis of Presentation	Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements contained in this Report have been prepared in accordance with U.S. GAAP and the rules of the Securities and Exchange Commission (“SEC”) for interim financial information and do not include all of the information or disclosures required by U.S. GAAP for annual financial statements. Accordingly, these unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K as of and for the year ended December 31, 2023 filed with the Securities and Exchange Commission on July 11, 2024. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein.

NOTE 2 - SUMMARY OF SIGNIFICA_6

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Use of Estimates (Policies)	3 Months Ended
	Mar. 31, 2024
Policies
Use of Estimates	Use of Estimates Operating results for interim periods are not necessarily indicative of the results to be expected for the full year. The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses, and the related disclosures at the date of the financial statements and during the reporting period. Significant estimates include the carrying value of property and equipment, grant date fair value of options, deferred tax assets and any related valuation allowance and related disclosure of contingent assets and liabilities. The Company evaluates its estimates based on historical experience and on various other assumptions that it believes to be reasonable under the circumstances. Actual results could materially differ from these estimates.

NOTE 2 - SUMMARY OF SIGNIFICA_7

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Accounts receivable (Policies)	3 Months Ended
	Mar. 31, 2024
Policies
Accounts receivable	Accounts Receivable Accounts receivable represent amounts due from customers in the ordinary course of business and are recorded at the invoiced amount and do not bear interest. Receivables are presented net of the allowance for doubtful accounts in the accompanying unaudited interim condensed consolidated balance sheets. We evaluate the collectability of our accounts receivable and determine the appropriate allowance for doubtful accounts based on a combination of factors. When we become aware of a customer’s inability to meet its financial obligation, a specific allowance for doubtful accounts is recorded, reducing the receivable to the net amount we reasonably expect to collect. As of March 31, 2024 and December 31, 2023 one licensee represented 100% of the receivable balances of $859 and $4,170, respectively. As of December 31, 2022 the receivable balance was $0.

NOTE 2 - SUMMARY OF SIGNIFICA_8

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Revenue Recognition (Policies)	3 Months Ended
	Mar. 31, 2024
Policies
Revenue Recognition	Revenue Recognition In accordance with ASC No. 606, Revenue Recognition, the Company recognizes revenue from product sales or services rendered by applying the following five revenue recognition steps: identify the contract with the client, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to performance obligations in the contract and recognize revenues when or as the Company satisfies a performance obligation. During the three months ended March 31, 2024 and 2023, the Company generated revenues of $2,261 and $1,069, respectively, from license fees in connection with NFT Art License Agreements, whereby the licensee is granted a limited license from the Company to use one of its licensed NFT’s for the purpose of creating, marketing, and selling branded cannabis and hemp products and accessories. The Company’s performance obligation is met upon granting the customer access to its licensed NFT’s. The Company recognizes license revenues or royalties when the subsequent sale of the cannabis and hemp products and accessories by the licensee occurs. The amount of license revenue or royalties recognized is based on a percentage of the sales price of the licensee’s sales of its cannabis and hemp products and accessories. Fees are due the month after customer sales occur. The corresponding costs of revenues associated with license revenues were $1,131 and $535 for the three months ended March 31, 2024 and 2023, respectively. One licensee accounted for 100% of license revenues for the three months ended March 31, 2024 and 2023.

NOTE 2 - SUMMARY OF SIGNIFICA_9

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Earnings (Loss) per Common Share (Policies)	3 Months Ended
	Mar. 31, 2024
Policies
Earnings (Loss) per Common Share	Earnings (Loss) per Common Share Net income (loss) per common share is computed pursuant to ASC 260-10-45, Earnings per Share – Overall – Other Presentation Matters. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that we incorporated as of the beginning of the first period presented. All dilutive common stock equivalents are reflected in our net income (loss) per share calculations. Anti-dilutive common stock equivalents are not included in our loss per share calculations. As of March 31, 2024 and 2023 the Company had no potentially dilutive securities.

NOTE 2 - SUMMARY OF SIGNIFIC_10

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Recent Accounting Pronouncements (Policies)	3 Months Ended
	Mar. 31, 2024
Policies
Recent Accounting Pronouncements	Recently Issued Accounting Pronouncements There are no recently issued accounting pronouncements that the Company has not yet adopted that they believe are applicable or would have a material impact on the financial statements of the Company.

NOTE 5 - CONVERTIBLE NOTES PA_2

NOTE 5 - CONVERTIBLE NOTES PAYABLE - LONG-TERM: Convertible Debt (Tables)	3 Months Ended
	Mar. 31, 2024
Tables/Schedules
Convertible Debt	For the fiscal year ended December 31, 2024 $ - 2025 - 2026 34,000 2027 - 2028 - Total $ 34,000

NOTE 8 - STOCK-BASED COMPENSA_2

NOTE 8 - STOCK-BASED COMPENSATION: Schedule of Nonvested Restricted Stock Units Activity (Tables)	3 Months Ended
	Mar. 31, 2024
Tables/Schedules
Schedule of Nonvested Restricted Stock Units Activity	Restricted Stock Awards Weighted Average Grant Date Fair Value Non-vested restricted stock awards, December 31, 2023 270,000 $ 0.128 Awarded - $ - Vested (107,500) $ (0.148) Forfeited - $ - Non-vested restricted stock awards, March 31, 2024 162,500 $ 0.115

NOTE 8 - STOCK-BASED COMPENSA_3

NOTE 8 - STOCK-BASED COMPENSATION: Schedule of Unrecognized stock-based compensation expense (Tables)	3 Months Ended
	Mar. 31, 2024
Tables/Schedules
Schedule of Unrecognized stock-based compensation expense	During the fiscal years ended December 31, 2024 remaining $ 16,125 2025 2,500 Total $ 18,625

NOTE 1 - ORGANIZATION AND DES_2

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023	Dec. 31, 2022
Details
Net Income (Loss)	$ 116,071	$ 171,315
Total stockholders' deficit	$ 2,078,477	$ 1,696,972	$ 1,978,281	$ 1,583,916

NOTE 3 - CONVERTIBLE NOTES PA_2

NOTE 3 - CONVERTIBLE NOTES PAYABLE (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Convertible notes payable, in default	$ 45,000		$ 45,000
Interest Expense	$ 13,098	$ 12,520
Equity Financing Description	The note and any unpaid accrued interest automatically convert in whole upon a qualified financing which is defined as an equity financing resulting in gross proceeds to the Company of at least $750,000 (including the conversion of the Notes and other debt). The conversion price would be equal to 100% of the per share price paid in the qualified financing, provided that: if the Company valuation associated with the Qualified Financing is less than $15,000,000, the valuation associated with the conversation shall be $15,000,000; and, if the Company valuation associated with the Qualified Financing is greater than $30,000,000, the Company valuation associated with the conversion shall be $30,000,000.
Convertible Debt
Debt Instrument, Interest Rate, Effective Percentage	18%
Interest Expense	$ 2,019	$ 2,019
Deposit Liabilities, Accrued Interest	$ 54,414		$ 52,394

NOTE 4 - NOTES PAYABLE, IN DE_2

NOTE 4 - NOTES PAYABLE, IN DEFAULT (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Interest Expense	$ 13,098	$ 12,520
Lender
Proceeds from Notes Payable	$ 50,000
Debt Instrument, Interest Rate, Effective Percentage	6%
Interest Expense	$ 748	$ 739
Deposit Liabilities, Accrued Interest	$ 8,384		$ 7,636

NOTE 5 - CONVERTIBLE NOTES PA_3

NOTE 5 - CONVERTIBLE NOTES PAYABLE - LONG-TERM (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Proceeds from Convertible Debt	$ 34,000
Accrued interest payable	65,364	$ 61,745
Convertible Debt
Interest Expense, Debt	851
Accrued interest payable	$ 2,566	$ 1,715

NOTE 5 - CONVERTIBLE NOTES PA_4

NOTE 5 - CONVERTIBLE NOTES PAYABLE - LONG-TERM: Convertible Debt (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Convertible notes payable, long-term	$ 34,000	$ 34,000
2024
Convertible notes payable, long-term	0
2025
Convertible notes payable, long-term	0
2026
Convertible notes payable, long-term	34,000
2027
Convertible notes payable, long-term	0
2028
Convertible notes payable, long-term	$ 0

NOTE 6 - DUE TO RELATED PARTI_2

NOTE 6 - DUE TO RELATED PARTIES (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Due to related parties	$ 36,141		$ 28,958
Proceeds from related party debt and short-term advances	7,843	$ 0
Cash Advance
Proceeds from related party debt and short-term advances	7,843
Repayments of Related Party Debt	$ 660	$ 18,000

NOTE 7 - STOCKHOLDER'S EQUITY (

NOTE 7 - STOCKHOLDER'S EQUITY (Details) - $ / shares	Mar. 31, 2024	Dec. 31, 2023
Details
Common Stock, Shares Authorized	295,000,000	295,000,000
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	5,000,000	5,000,000
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001

NOTE 8 - STOCK-BASED COMPENSA_4

NOTE 8 - STOCK-BASED COMPENSATION: Schedule of Nonvested Restricted Stock Units Activity (Details) - $ / shares	3 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Details
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Nonvested, Number of Shares	162,500	270,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Option, Nonvested, Weighted Average Exercise Price	$ 0.115	$ 0.128
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Number of Shares, Period Increase (Decrease)	0
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value	$ 0
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares	(107,500)
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Weighted Average Grant Date Fair Value	$ (0.148)

NOTE 8 - STOCK-BASED COMPENSA_5

NOTE 8 - STOCK-BASED COMPENSATION (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Details
Stock-based compensation on RSA's vested	$ 15,875	$ 58,259
Unrecognized stock-based compensation expense	$ 18,625

NOTE 8 - STOCK-BASED COMPENSA_6

NOTE 8 - STOCK-BASED COMPENSATION: Schedule of Unrecognized stock-based compensation expense (Details)	Mar. 31, 2024 USD ($)
Unrecognized stock-based compensation expense	$ 18,625
2024
Unrecognized stock-based compensation expense	16,125
2025
Unrecognized stock-based compensation expense	$ 2,500

NOTE 10 - RELATED PARTIES (Deta

NOTE 10 - RELATED PARTIES (Details)	3 Months Ended
	Mar. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)
Details
Due to related parties	$ 36,141	$ 28,958
Company Officers Ownership Percentage	0.432